EXHIBIT 10.1


                            STOCK PURCHASE AGREEMENT
                            ------------------------


THIS AGREEMENT is made and dated for reference effective as of the 16th day of
July, 2004.


BETWEEN
-------

                  Xianping Wang, an individual with an address for notice and
                  -------------
                  delivery located at No. 39 Shangdi Xi Road, Haidian District,
                  Beijing, P.R. China 100085

                  (hereinafter referred to as the "Buyer")


AND
---

                  Sergei Stetsenko, an individual with an address for notice
                  ----------------
                  and delivery located at 1160-1040 West Georgia St.,
                  Vancouver, BC Canada


                  (referred to as "Stetsenko")


AND
---

                  Hugh Grenfal, an individual with an address for notice and
                  ------------
                  delivery located at Kogl 1, St. Georgen im Attergau,
                  Austria A-4880

                  (referred to as "Grenfal")

                  ("Stetsenko" and "Grenfal" are hereinafter collectively
                  referred to as, the "Sellers"),

WHEREAS:
--------

A. The Sellers are stockholders of Camden Mines Limited, a Nevada corporation
(hereinafter the "Company"), incorporated February 2, 2001, Cusip number 133006
10 6.

B. This Agreement sets forth the terms and conditions upon which the Sellers are
today selling to the Buyer, and the Buyer is today purchasing from the Sellers
all restricted shares of common stock (the "Shares"), $0.00001 par value per
share, representing approximately 73.70%of the issued and outstanding shares of
capital stock of the Company. These comprise 15,000,000 restricted common shares
as of the date of this Share Purchase Agreement, or 45,000,000 restricted common
shares after the stock dividend which has been declared by the Board of
Directors by Certificate of Action, effective July 29th, 2004.

                  NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration
of the mutual covenants and provisos herein contained, THE PARTIES HERETO AGREE
AS FOLLOWS:

                             I. SALES OF THE SHARES.
                             -----------------------








                                        1
<PAGE>





     1.01  Shares  being  Sold.  Subject  to the  terms and  conditions  of this
Agreement, the Sellers are selling,  assigning, and delivering the Shares to the
Buyer at the closing provided for in Section 1.03 hereof (the  "Closing"),  free
and clear of all liens, charges, or encumbrances of whatsoever nature.

     1.02 Consideration.  At the Closing, the Buyer is delivering to the Sellers
US$50,000 in wired funds which will be wire transferred to the Escrow Agent.

     1.03  Closing.  The  Closing  of the  transactions  provided  for  in  this
Agreement is taking place on or before July 28, 2004 at Zurich, Switzerland.

     1.04  Escrow.  The Buyer has put  US$50,000  in trust with  Devlin  Jensen,
Barristers  &  Solicitors,  which funds are  earmarked  for the  purchase of the
Shares (as  hereinafter  defined)  and such funds  will be wire  transferred  to
Conrad  Lysiak,  attorney at law, (the "Escrow  Agent") upon the signing of this
Agreement.  The Sellers  will deliver to the Escrow  Agent duly  endorsed  stock
certificates  representing  15,000,000  "restricted"  shares of common  stock of
Camden Mines Limited, or 45,000,000 restricted common shares post-dividend basis
of two new shares for each one old share,  effective July 29, 2004  (hereinafter
referred to as the  "Shares")  Upon  execution of this  Agreement and the Escrow
Agent's receipt of the Shares from the Sellers and receipt of the US$50,000 from
Devlin Jensen,  the Escrow Agent will deliver the Shares  registered in the name
of the Buyer, to the Buyer's'  counsel Devlin Jensen.  Escrow Agent will deliver
US$50,000, of which US$25,000 is to be paid to Sergei Stetsenko and US$25,000 is
to be paid to Hugh Grenfal.  In the event that the Sellers fail to deposit their
Shares by July 28, 2004, this agreement will terminate.


               II. REPRESENTATIONS AND WARRANTIES BY THE SELLERS.
               --------------------------------------------------

The Sellers hereby jointly and severally represent and warrant as follows:

     2.01 Organization, Capitalization, etc.

     (a) The Company is a corporation duly organized,  validly existing,  and in
good  standing  under the laws of the state of Nevada,  and is  qualified  in no
other state.

     (b) The  authorized  capital stock of the Company  consists of  100,000,000
shares, $0.00001 par value per share, 20,352,125 of which are validly issued and
outstanding,  fully  paid  and  nonassessable.  All of the  shares  owned by the
Sellers  are owned free and clear of any liens,  claims,  options,  charges,  or
encumbrances of whatsoever  nature.  The Sellers have the  unqualified  right to
sell, assign, and deliver the Shares, and, upon consummation of the transactions
contemplated by this  Agreement,  the Buyer will acquire good and valid title to
the  Shares,  free  and  clear  of all  liens,  claims,  options,  charges,  and
encumbrances of whatsoever  nature. The Buyer acknowledges that the Shares being
acquired from the Sellers are  restricted  securities as that term is defined in
Rule 144 of the  Securities  Act of 1933,  as amended (the "Act").  There are no
outstanding options or other agreements of any nature whatsoever relating to the
issuance by the Company of any shares of its capital stock.

     The Company has the corporate  power and authority to carry on its business
as presently conducted.

     2.02 No Violation. Neither the execution and delivery of this Agreement nor
the  consummation  of the  transactions  contemplated  hereby will  constitute a
violation  or  default  under  any  term  or  provision  of the  Certificate  of
Incorporation  or  Bylaws  of  the  Company,  or of  any  contract,  commitment,
indenture,  other agreement or restriction of any kind or character to which the
Company or any of the  Sellers is a party or by which the  Company or any of the
Sellers is bound.

     2.03 Financial  Statements.  The Sellers have delivered to the Buyer copies
of its financials  statements filed with the Securities and Exchange  Commission
or the Buyer has had the  opportunity  to review the financial  statements.  The
filing  of the  relevant  documents  on the US  government  website  www.sec.gov
satisfies this clause.

     2.04 Tax  Returns.  The  Company has duly filed all tax reports and returns
required  to be filed by it and has  fully  paid all  taxes  and  other  charges
claimed  to be due  from it by  federal,  state,  or  local  taxing  authorities



                                        2
<PAGE>





(including  without  limitation those due in respect of its properties,  income,
franchises,  licenses, sales, and payrolls);  there are no liens upon any of the
Company's  property or assets;  there are not now any pending questions relating
to, or claims asserted for, taxes or assessments asserted against the Company.

     2.05 Title to Properties; Encumbrances. The Company has good and marketable
title to all of its  properties  and assets,  real and  personal,  tangible  and
intangible,  including without limitation the properties and assets reflected in
its reports filed with the Securities and Exchange Commission. All assets and or
rights in any assets will be conveyed by the Company to Stetsenko, including but
not limited to and office equipment and furniture, while the mining claims (Iron
Wolf 1-8) will be  returned to Grenfal who  accepts  future  responsibility  for
them.

     2.06 Accounts Receivable. The Company has no accounts receivable other than
those   reflected  in  its  reports  filed  with  the  Securities  and  Exchange
Commission.

     2.07 Undisclosed Liabilities. Except to the extent reflected in the balance
sheet of the Company  contained  in the reports  filed with the  Securities  and
Exchange  Commission,  the  Company  as of  that  date  had  no  liabilities  or
obligations of any nature, whether absolute,  accrued,  contingent, or otherwise
and whether due or to become due.  Further,  the Sellers do not know or have any
reasonable  ground to know of any basis for the assertion against the Company of
any  liability  or  obligation  as of July 16th,  2004,  of any nature or in any
amount not fully reflected or reserved against in the financial statements.  The
Company had accounts payable of less than $16,000 at the date hereof.

     2.08 Absence of Certain Changes. The Company has not since inception:

     (a) Suffered any material  adverse change in financial  condition,  assets,
liabilities, business, or prospects;

     (b)  Incurred  any  obligation  or liability  (whether  absolute,  accrued,
contingent,  or  otherwise)  other than in the  ordinary  course of business and
consistent with past practice;

     (c) Paid any claim or discharged or satisfied  any lien or  encumbrance  or
paid or satisfied any  liability  (whether  absolute,  accrued,  contingent,  or
otherwise) other than liabilities shown or reflected in the Company's  financial
statements,  in the  ordinary  course  of  business  and  consistent  with  past
practices;

     (d) Permitted or allowed any of its assets,  tangible or intangible,  to be
mortgaged, pledged, or subjected to any liens or encumbrances;

     (e) Written down the value of any inventory or written-off as uncollectible
any notes or accounts receivable or any portion thereof;

     (f) Canceled any other debts or claims or waived any rights of  substantial
value,  or sold or  transferred  any of its assets or  properties,  tangible  or
intangible,  other than sales of inventory or  merchandise  made in the ordinary
course of business and consistent with past practice;

     (g) Made any capital expenditures or commitments for additions to property,
plant or equipment;

     (h) Declared,  paid, or set aside for payment to its  stockholders any cash
dividend or other  distribution  in respect of its capital stock (other than its
stock  dividend which was effective on May 16, 2001) or redeemed or purchased or
otherwise  acquired any of its capital stock or any options  relating thereto or
agreed to take any such action;

     (i) Made any  material  change in any method of  accounting  or  accounting
practice.

     2.09  Litigation.  There are no  actions,  proceedings,  or  investigations
pending or, to the knowledge of the Sellers, threatened against the Company, and
the  Sellers  know or have any reason to know of any basis for any such  action,
proceeding,  or  investigation.  There is no event or  condition  of any kind or



                                        3
<PAGE>





character  pertaining to the business,  assets, or prospects of the Company that
may materially and adversely affect such business, assets or prospects.

     2.10 Disclosure. The Sellers have disclosed to the Buyer all facts material
to the assets,  prospects,  and business of the Company.  No  representation  or
warranty by the Sellers contained in this Agreement,  and no statement contained
in any instrument, list, certificate, or writing furnished to the Buyer pursuant
to the  provisions  hereof or in connection  with the  transaction  contemplated
hereby,  contains any untrue  statement  of a material  fact or omits to state a
material  fact  necessary in order to make the  statements  contained  herein or
therein not misleading or necessary in order to provide a prospective  purchaser
of the business of the Company with proper information as to the Company and its
affairs.

     2.11 SEC Filings and Bulletin  Board  Listing..  The Company  files reports
with the Securities and Exchange  Commission  (the "SEC") pursuant to Section 13
of the Securities  and Exchange Act of 1934 (the "Exchange  Act") and is current
in its obligations to file such reports.  Further, the Company's common stock is
traded on the Bulletin Board operated by the National  Association of Securities
Dealers,  Inc.  under the symbol CNMN.  In the past two years there have been no
contacts or disputes with  regulatory  authorities  nor  disagreements  with any
auditors.

     2.12 Control Shares.  The  Certificates  representing  the Shares delivered
pursuant  to  this  Agreement  are  owned  by  affiliates  of  the  Company  and
accordingly are restricted securities as that term is defined in Rule 144 of the
Securities Act of 1933 (the "Act").  As such, upon transfer of the Shares to the
Buyer, the Buyer may begin a new holding period as set forth in Rule 144 and the
Shares may not be resold without  registration  or pursuant to an exemption from
registration  for  the  holding  period  set  forth  in Rule  144.  Accordingly,
certificates issued to the Buyer will contain an appropriate restrictive legend.

     2.13 Resignations.  At Closing,  Messrs.  Sergei Stetsenko and Hugh Grenfal
will resign as officers and  directors of the  Company.  However,  just prior to
Hugh  Grenfal's  resignation as a director,  Hugh Grenfal will appoint  Xianping
Wang, the Buyer, and Henry Jung as directors of the Company.

                IV. REPRESENTATIONS AND WARRANTIES BY THE BUYER.
                ------------------------------------------------

     The Buyer hereby represents and warrants as follows:

     3.01  Organization,  etc. The Buyer is acting as principal  and  represents
that he has full authority to act.

     3.02 Representations Regarding the Acquisition of the Shares.

     (a) The  undersigned  buyer  understands  that  the  shares  have  not been
approved or disapproved by the United States Securities and Exchange  Commission
or any state or foreign securities agencies;

     (b) The Buyer is not an  underwriter  and is acquiring the Sellers'  Shares
solely for  investment  for the  account of the Buyer and not with a view to, or
for,  resale in  connection  with any  distribution  within  the  meaning of the
federal securities act, the state securities acts or any other applicable laws;

     (d) The shares of the  Company's  Common Stock being sold herein may not be
transferred,  encumbered, sold, hypothecated,  or otherwise disposed of, if such
disposition will violate any federal and/or state  securities acts.  Disposition
shall include, but is not limited to acts of selling,  assigning,  transferring,
pledging, encumbering, hypothecating, giving, and any form of conveying, whether
voluntary  or not for a period  of one (1) year  from the date of  issuance  and
thereafter, only in compliance with Rule 144 of the Securities Act of 1933;

     (e) To the extent that any  federal,  and/or  state  securities  laws shall
require,  the Buyer  hereby  agree  that any  shares of  Common  Stock  acquired
pursuant to this Agreement shall be without preference as to assets;

     (f) The Buyer  understands the speculative  nature and risks of investments
associated  with the  Company  and  confirm  that the  Shares are  suitable  and
consistent  with his or her  investment  program  and that his or her  financial



                                        4
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position enables him or her to bear the risks of this investment; and that there
may not be any public market for the Shares acquired for herein;

     (g) Neither the Company nor the Sellers are under an obligation to register
or seek an exemption under any federal, state or foreign securities acts for any
stock of the Company or to cause or permit such stock to be  transferred  in the
absence of any such  registration  or  exemption  and that the Buyer herein must
hold such stock indefinitely unless such stock is subsequently  registered under
any federal and/or state  securities  acts or an exemption from  registration is
available; and

     (h)  The  Buyer  represents  that  he is  sophisticated  and  has  had  the
opportunity  to  ask  questions  of the  Company  and  the  Seller  and  receive
additional  information  from the Company and the Sellers to the extent that the
Company and the Sellers possessed such information,  or could acquire it without
unreasonable effort or expense necessary to evaluate the merits and risks of any
investment in the Company.  Further,  the Buyer has been given: (1) all material
books and records of the  Company;  (2) all  material  contracts  and  documents
relating to the Company and this proposed  transaction;  (3) an  opportunity  to
question  the  representatives  of  the  Company;   and,  (4)  all  reports  and
registration statements filed with the SEC.

     (i) The Buyer has satisfied the suitability standards if any imposed by his
or her place of residence and has a pre-existing  business relationship with the
Company;

     (j) The Buyer has adequate  means of providing  for their current needs and
personal contingencies and has no need to sell the shares of Common Stock in the
foreseeable  future (that is at the time of the investment,  Buyer can afford to
hold the investment for an indefinite period of time);

     (k). The Buyer has sufficient knowledge and experience in financial matters
to  evaluate  the  merits  and  risks of this  investment.  Further,  the  Buyer
represent  and  warrant  that  they  are  able to  evaluate  and  interpret  the
information  furnished  to them by the  Company  and are  capable of reading and
interpreting financial statements;

     (l).  The  Buyer  warrants  and  represents  that  they are  "sophisticated
investors"  as that term is defined in United  States  court  decisions  and the
rules,  regulations  and decisions of the United States  Securities and Exchange
Commission.

     (m) Further,  the Buyer  warrants and  represents  that he are  "accredited
investors" as that term is defined in Section 2(15)(i) or (ii) of the Securities
Act of 1933.


                V. SURVIVAL OF REPRESENTATIONS; INDEMNIFICATION.
                ------------------------------------------------

     4.01 Survival of  Representations.  All  representations,  warranties,  and
agreements  made by any party in this Agreement or pursuant hereto shall survive
the execution and delivery hereof and any  investigation  at any time made by or
on behalf of any party.

     4.02  Indemnification.   The  Sellers,  jointly  and  severally,  agree  to
indemnify the Buyer and hold it harmless  from an in respect of any  assessment,
loss,  damage,  liability,  cost,  and  expense  (including  without  limitation
interest, penalties, and reasonable attorneys' fees) in excess of $10,000 in the
aggregate,  imposed upon or incurred by the Buyer resulting from a breach of any
agreement,  representation,  or warranty of the Sellers. Assertion by a party to
their right to  indemnification  under this  Section 4.02 shall not preclude the
assertion  by the  parties  of any  other  rights  or the  seeking  of any other
remedies against the opposing party.

                               VI. MISCELLANEOUS.
                               ------------------

     5.01 Expenses.  All fees and expenses  incurred by the Buyer and Sellers in
connection with the  transactions  contemplated by this Agreement shall be borne
by the respective parties hereto.




                                        5
<PAGE>





     5.02  Further  Assurances.  From time to time,  at the Buyer'  request  and
without further  consideration,  the Sellers, at their own expense, will execute
and  transfer  such  documents  and will  take  such  action  as the  Buyer  may
reasonably  request in order to effectively  consummate the transactions  herein
contemplated.

     5.03 No Tax Deduction. The Company and Buyer will not now or in the future,
attempt to deduct, for tax purposes, the amount of $US245,624 which is contained
in the documents and financial reports filed with the U.S.  Securities  Exchange
Commission and which directly  relates to the issuance of shares of common stock
to the Sellers.

     5.04 Parties in Interest.  All the terms and  provisions of this  Agreement
shall be binding upon,  shall inure to the benefit of, and shall be  enforceable
by  the  prospective  heirs,  beneficiaries,  representatives,  successors,  and
assigns of the parties hereto.

     5.05 Prior  Agreements;  Amendments.  This  Agreement  supersedes all prior
agreements  and  understandings  between the parties with respect to the subject
matter hereof.  This Agreement may be amended only by a written  instrument duly
executed by the parties hereto or their respective successors or assigns.

     5.06  Headings.  The  section  and  paragraph  headings  contained  in this
Agreement  are for  reference  purposes only and shall not affect in any way the
meaning or interpretations of this Agreement.

     5.07 Governing  Law. This  Agreement  shall be governed by and construed in
accordance with the laws of Hong Kong. Any dispute  regarding matters as between
the Sellers and the Buyer arising under this  Agreement  shall be adjudicated in
the Courts of Hong Kong, unless the parties shall agree otherwise.

     5.08 Notices.  All notices,  requests,  demands,  and other  communications
hereunder  shall be in  writing  and shall be deemed to have been duly  given if
delivered or mailed  (registered  or certified  mail,  postage  prepaid,  return
receipt requested) as follows:

     If to the Sellers:

                  Sergei Stetsenko
                  1160-1040 West Georgia St.
                  Vancouver, BC Canada

     and


                  Hugh Grenfal
                  Kogl 1, St. Georgen im Attergau,
                  Austria, A-4880

     If to the Buyer:

                  Xianping  Wang No. 39  Shangdi  Xi Road,  Haidian  District,
                  Beijing, P.R. China 100085








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     5.09  Agent.  Each of the  Sellers,  individually,  has full  authority  to
execute all  documents  and receive said  US$50,000 on behalf of the each other,
individually.  Further, Sellers hereby authorize and direct each other to act as
their agent in connection  with the  disbursement  of the moneys set forth above
and  direct  the Buyer to  deliver  said  funds to  Escrow  Agent.  Further,  by
executing this agreement,  Buyer authorizes Escrow Agent to disburse said funds.
Sellers hereby concur with such disbursement.  Further, the Sellers hereto agree
to indemnify  and hold Escrow  Agent safe and  harmless  from any and all claims
made  by  anyone  as  a  result  of  Escrow  Agent's  duties   hereunder.   Such
indemnification  shall include,  but not be limited to, attorney's fees incurred
by Escrow Agent in the defense of any action brought against him.

     5.10  Effect.  In the event any portion of this  Agreement  is deemed to be
null and void under any state or federal law, all other  portions and provisions
not deemed void or voidable shall be given full force and effect.

         [The rest of this page, if blank, is intentionally left blank]



























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     5.11 Counterparts. This Agreement may be executed simultaneously in several
counterparts,  each of  which  shall be  deemed  an  original,  but all of which
together shall constitute one and the same instrument.

     IN WITNESS WHEREOF,  this Agreement has been duly executed and delivered by
     the Sellers and the Buyer, on the date first above written.


SIGNED and DELIVERED by             )
SERGEI STETSENKO, a Seller herein,  )
----------------                    )
in the presence of:                 )
                                    )
                                    )
                                    )
                                    )
------------------------------------)
Witness Signature                   )            /s/ Sergei Stetsenko
                                    )       -----------------------------------
                                    )            SERGEI STETSENKO
                                    )
                                    )
------------------------------------)
------------------------------------)
Witness Address                     )
                                    )
                                    )
                                    )
------------------------------------)
Witness Name and Occupation         )


SIGNED and DELIVERED by             )
HUGH GRENFAL, a Seller herein,      )
------------                        )
in the presence of:                 )
                                    )
                                    )
                                    )
                                    )
------------------------------------)
Witness Signature                   )            /s/ Hugh Grenfal
                                    )       ------------------------------------
                                    )            HUGH GRENFAL
                                    )
                                    )
------------------------------------)
------------------------------------)
Witness Address                     )
                                    )
                                    )
                                    )
                                    )
------------------------------------)
Witness Name and Occupation         )


SIGNED and DELIVERED by             )
XIANPING WANG the Buyer herein,     )
-------------                       )
in the presence of:                 )
                                    )
                                    )
                                    )
                                    )
------------------------------------)
Witness Signature                   )            /s/ Xianping Wang
                                    )       ------------------------------------
                                    )            XIANPING WANG
                                    )
                                    )
------------------------------------)
------------------------------------)
Witness Address                     )
                                    )
                                    )
                                    )
                                    )
------------------------------------)
Witness Name and Occupation         )


                                       8